UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report:
(Date of earliest event reported)

July 24, 2006
____________________________

RENT-A-CENTER, INC.
(Exact name of registrant as specified in charter)
 
Delaware 
0-25370 
45-0491516 
(State or other jurisdiction of 
(Commission File Number) 
(IRS Employer Identification No.) 
incorporation or organization) 
   
     
 
5700 Tennyson Parkway 
 
 
Plano, Texas 75024 
 
 
(Address of principal executive offices and zip code) 
 
 
 
 
 
(972) 801-1100 
 
 
(Registrant's telephone 
 
 
number, including area code) 
 

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):

¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).
   
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).
   
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).
 



 
 

 

Item 2.02
Results of Operations and Financial Condition.

Attached hereto as Exhibit 99.1 is the Registrant’s press release reflecting earnings information for the quarter ended June 30, 2006.

The press release contains information regarding EBITDA (earnings before interest, taxes, depreciation and amortization), which is a non-GAAP financial measure as defined in Item 10(e) of Regulation S-K. The press release also contains a reconciliation of EBITDA to the Registrant’s reported earnings before income taxes. Management of the Registrant believes that presentation of EBITDA is useful to investors, as among other things, this information impacts certain financial covenants under the Registrant’s senior credit facilities and the indenture governing its 7 1/2 % Senior Subordinated Notes due 2010. While management believes this non-GAAP financial measure is useful in evaluating the Registrant, this information should be considered as supplemental in nature and not as a substitute for or superior to the related financial information prepared in accordance with GAAP. Further, the non-GAAP financial measure may differ from similar measures presented by other companies.

Pursuant to General Instruction B.2. of Form 8-K, all of the information contained in this Form 8-K and the accompanying exhibit shall be deemed to be "furnished" and not "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and, therefore, shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01
Financial Statements and Exhibits.

(c)
Exhibits

Exhibit 99.1
Press Release, dated July 24, 2006.

 
 
2

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
    RENT-A-CENTER, INC.   
 
Date: July 24, 2006    By:  /s/ Robert D. Davis   
      Robert D. Davis   
      Senior Vice President - Finance, Chief   
      Financial Officer and Treasurer   
 
 
 
3

 

EXHIBIT INDEX
 
Exhibit No.
Description
99.1
Press release, dated July 24, 2006

 
4

 

For Immediate Release:

RENT-A-CENTER, INC. REPORTS
SECOND QUARTER 2006 RESULTS

Same Store Sales Increase 1.1%
Reported Diluted Earnings per Share of $0.56
_________________

Plano, Texas, July 24, 2006— Rent-A-Center, Inc. (the “Company”) (NASDAQ/NGS:RCII), the nation’s largest rent-to-own operator, today announced revenues and net earnings for the quarter ended June 30, 2006.

Second Quarter 2006 Results
The Company reported total revenues for the quarter ended June 30, 2006 of $583.6 million, a $3.0 million increase from $580.6 million for the same period in the prior year. This increase of 0.5% in revenues was primarily driven by a 1.1% increase in same store sales plus an increase in incremental revenues generated in new and acquired stores, offset by the revenue lost from stores that were closed or sold during the previous twelve months.

Reported net earnings for the quarter ended June 30, 2006 were $39.8 million, or $0.56 per diluted share, representing an increase of 7.7% from the $0.52 per diluted share, or net earnings of $39.6 million for the same period in the prior year, when excluding the benefit of the 2005 tax audit reserve credit discussed below. The increase in reported net earnings per diluted share is primarily attributable to the increase in same store sales, as well as the reduction in the number of the Company’s outstanding shares, offset by increases in normal operating costs, such as utility and fuel costs, and expenses related to stock options. When including the 2005 tax audit reserve credit discussed below, reported net earnings per diluted share for the quarter increased 1.8% from the $0.55 per diluted share, or reported net earnings of $41.7 million for the same period in the prior year.

Reported net earnings per diluted share also increased as a result of a $2.0 million insurance reserve credit resulting from the use of certain company specific loss development factors developed by independent actuaries, rather than the general industry loss development factors previously used by the Company. The $2.0 million insurance reserve credit had an approximate $0.02 per diluted share benefit in the quarter ended June 30, 2006.

“Our second quarter same store sales continued a positive trend in 2006,” commented Mark E. Speese, the Company’s Chairman and Chief Executive Officer. “Our same store sales increased 1.1% for the quarter, which is primarily related to changes in our promotional activities as well as an increase in the number of units on rent,” Speese continued. “In addition, we believe our customer has adjusted to the current level of fuel costs. As a result of these factors, we are raising our fiscal 2006 guidance to $2.08 to $2.15 diluted earnings per share from $2.00 to $2.10,” Speese stated.

Six Months Ended June 30, 2006 Results
Total reported revenues for the six months ended June 30, 2006 increased to $1.191 billion, a 0.8% increase from $1.182 billion for the same period in the prior year. Same store revenues for the six month period ending June 30, 2006 increased 1.4%.

Reported net earnings for the six months ended June 30, 2006 were $80.2 million, or $1.14 per diluted share, representing an increase of 5.6% from the $1.08 per diluted share, or net earnings of $82.3 million for the same period in the prior year, when excluding the benefit of the 2005 tax audit reserve and litigation reversion credits discussed below. When including these benefits in 2005, reported net earnings per diluted share for the six months ended June 30, 2006 decreased 3.4% from the $1.18 per diluted share, or reported net earnings of $89.4 million for the same period in the prior year.

 
 

 

Through the six month period ended June 30, 2006, the Company generated cash flow from operations of approximately $35.0 million, while ending the quarter with $41.2 million of cash on hand. During the six month period ended June 30, 2006, the Company repurchased 202,800 shares of its common stock for $4.7 million in cash under its common stock repurchase program and has utilized a total of $360.8 million of the $400 million authorized by its Board of Directors since the inception of the plan.

Operations Highlights
During the second quarter of 2006, the Company opened 9 new rent-to-own store locations, acquired 16 stores as well as accounts from 15 additional locations, consolidated 19 stores into existing locations, and sold 12 stores, for a net reduction of six stores and an ending balance of 2,749 stores. During the second quarter of 2006, the Company added financial services to 21 existing rent-to-own store locations and ended the quarter with a total of 77 stores providing these services.

Through the six month period ending June 30, 2006, the Company opened 19 new rent-to-own store locations, acquired 18 stores as well as accounts from 20 additional locations, consolidated 33 stores into existing locations, and sold 15 stores, for a net reduction of 11 stores. Through the six month period ending June 30, 2006, the Company added financial services to 38 existing rent-to-own store locations and consolidated one store with financial services into an existing location, for a net addition of 37 stores providing these services.

Since June 30, 2006, the Company has opened 1 new rent-to-own store location and acquired 1 store, as well as accounts from 4 additional locations. The Company has added financial services to 4 existing rent-to-own store locations since June 30, 2006.

2005 Reserve Adjustment Credits
2005 Tax Audit Reserve Credit. During the second quarter of 2005, the Company recorded a $2.0 million tax audit reserve credit associated with the examination and favorable resolution of the Company’s 1998 and 1999 federal tax returns. The tax audit reserve credit increased diluted earnings per share in the second quarter of 2005 by $0.03, from $0.52 per diluted earnings per share to the reported diluted earnings per share of $0.55.

2005 Litigation Reversion Credit. In addition, the Company recorded an $8.0 million pre-tax credit in the first quarter of 2005 associated with the settlement of the Griego/Carrillo litigation. This pre-tax litigation reversion credit increased diluted earnings per share for the six month period ended June 30, 2005 by $0.07. The litigation reversion credit, combined with the tax audit reserve credit in the second quarter of 2005, increased diluted earnings per share for the six month period ended June 30, 2005 by $0.10 to the reported diluted earnings per share of $1.18.

- - -

Rent-A-Center will host a conference call to discuss the first quarter results on Tuesday morning, July 25, 2006, at 10:45 a.m. EST. For a live webcast of the call, visit http://investor.rentacenter.com. Certain financial and other statistical information that will be discussed during the conference call will also be provided on the same website.

Rent-A-Center, Inc., headquartered in Plano, Texas, currently operates 2,751 company-owned stores nationwide and in Canada and Puerto Rico. The stores generally offer high-quality, durable goods such as major consumer electronics, appliances, computers and furniture and accessories under flexible rental purchase agreements that generally allow the customer to obtain ownership of the merchandise at the conclusion of an agreed upon rental period. ColorTyme, Inc., a wholly owned subsidiary of the Company, is a national franchiser of 292 rent-to-own stores, 284 of which operate under the trade name of "ColorTyme," and the remaining 8 of which operate under the "Rent-A-Center" name.

 
 

 

The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially. These statements do not include the potential impact of any repurchases of common stock the Company may make, the estimated $2.2 million non-cash charge in the third quarter to write off the remaining unamortized balance of financing costs from our previous credit agreement, or the potential impact of acquisitions or dispositions that may be completed after July 24, 2006.

THIRD QUARTER 2006 GUIDANCE:

Revenues
·  
The Company expects total revenues to be in the range of $584 million to $592 million.
·  
Store rental and fee revenues are expected to be between $528 million and $534 million.
·  
Total store revenues are expected to be in the range of $575 million to $583 million.
·  
Same store sales are expected to be in the 2.5% to 3.5% range.
·  
The Company expects to open 5-15 new rent-to-own store locations.
·  
The Company expects to add financial services to 20-30 rent-to-own store locations.
 
Expenses
·  
The Company expects cost of rental and fees to be between 21.7% and 22.1% of store rental and fee revenue and cost of merchandise sold to be between 73% and 78% of store merchandise sales.
·  
Store salaries and other expenses are expected to be in the range of 58.5% to 60.0% of total store revenue.
·  
General and administrative expenses are expected to be between 3.6% and 3.8% of total revenue.
·  
Net interest expense is expected to be approximately $12.0 million, depreciation of property assets to be approximately $13.5 million and amortization of intangibles is expected to be approximately $1.1 million.
·  
The effective tax rate is expected to be approximately 37.0% of pre-tax income.
·  
Diluted earnings per share are estimated to be in the range of $0.46 to $0.50.
·  
Diluted shares outstanding are estimated to be between 70.5 million and 71.5 million.

FISCAL 2006 GUIDANCE:

Revenues
·  
The Company expects total revenues to be in the range of $2.360 billion and $2.380 billion.
·  
Store rental and fee revenues are expected to be between $2.100 billion and $2.118 billion.
·  
Total store revenues are expected to be in the range of $2.318 billion and $2.338 billion.
·  
Same store sales are expected to be in the 1.0% to 2.0% range.
·  
The Company expects to open 60-70 new store locations.
·  
The Company expects to add financial services to 100-120 rent-to-own store locations.
 
Expenses
·  
The Company expects cost of rental and fees to be between 21.6% and 22.0% of store rental and fee revenue and cost of merchandise sold to be between 70% and 75% of store merchandise sales.
·  
Store salaries and other expenses are expected to be in the range of 57.5% to 59.0% of total store revenue.
·  
General and administrative expenses are expected to be between 3.6% and 3.8% of total revenue.
·  
Net interest expense is expected to be between $43.0 million and $48.0 million, depreciation of property assets is expected to be between $52.0 million and $57.0 million and amortization of intangibles is expected to be approximately $4.0 million.
·  
The effective tax rate is expected to be approximately 37.0% of pre-tax income.
·  
Diluted earnings per share are estimated to be in the range of $2.08 to $2.15.
·  
Diluted shares outstanding are estimated to be between 70.0 million and 71.5 million.

 
 

 

This press release and the guidance above contain forward-looking statements that involve risks and uncertainties. Such forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “could,” “estimate,” “should,” “anticipate,” or “believe,” or the negative thereof or variations thereon or similar terminology. Although the Company believes that the expectations reflected in such forward-looking statements will prove to be correct, the Company can give no assurance that such expectations will prove to have been correct. The actual future performance of the Company could differ materially from such statements. Factors that could cause or contribute to such differences include, but are not limited to: uncertainties regarding the Company’s ability to open new rent-to-own stores; the Company’s ability to acquire additional rent-to-own stores on favorable terms; the Company’s ability to enhance the performance of these acquired stores; the Company’s ability to control store level costs; the Company’s ability to identify and successfully market products and services that appeal to the Company’s customer demographic; the Company’s ability to identify and successfully enter into new lines of business offering products and services that appeal to the Company’s customer demographic, including the Company’s financial services products; the results of the Company’s litigation; the passage of legislation adversely affecting the rent-to-own or financial services industries; interest rates; the Company’s ability to enter into new and collect on the Company’s rental purchase agreements; the Company’s ability to enter into new and collect on the Company’s short term loans; economic pressures affecting the disposable income available to the Company’s targeted consumers, such as high fuel and utility costs; changes in estimates with respect to self insurance liabilities and income tax reserves; changes in the Company’s effective tax rate; the Company’s ability to maintain an effective system of internal controls; changes in the number of share-based compensation grants, methods used to value future share-based payments and changes in estimated forfeiture rates with respect to share-based compensation; changes in the Company’s stock price and the number of shares of common stock that we may or may not repurchase; and other risks detailed from time to time in the Company’s SEC reports, including but not limited to, the Company’s annual report on Form 10-K for the year ended December 31, 2005 and its quarterly report on Form 10-Q for the quarter ended March 31, 2006. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except as required by law, the Company is not obligated to publicly release any revisions to these forward-looking statements to reflect the events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events.
 
Contact for Rent-A-Center, Inc.:
 
David E. Carpenter
Vice President of Investor Relations
(972) 801-1214
dcarpenter@racenter.com



 
 

 
Rent-A-Center, Inc. and Subsidiaries

STATEMENT OF EARNINGS HIGHLIGHTS
 
(In Thousands of Dollars, except per share data)
     
Three Months Ended June 30,
 
     
2006
   
2005
   
2005
 
         
Before Tax Audit Reserve Credit
   
After Tax Audit Reserve Credit
 
                     
Total Revenue
 
$
583,623
 
$
580,578
 
$
580,578
 
Operating Profit
   
75,193
   
72,988
   
72,988
 
Net Earnings
   
39,843
   
39,620
   
41,742(1
)
Diluted Earnings per Common Share
 
$
0.56
 
$
0.52
 
$
0.55(1
)
EBITDA
 
$
89,670
 
$
88,414
 
$
88,414
 
                     
Reconciliation to EBITDA:
                   
                     
Reported earnings before income taxes
   
63,291
   
63,553
   
63,553
 
Add back:
                   
Interest expense, net
   
11,902
   
9,435
   
9,435
 
Depreciation of property assets
   
13,527
   
13,271
   
13,271
 
Amortization of intangibles
   
950
   
2,155
   
2,155
 
                     
EBITDA
 
$
89,670
 
$
88,414
 
$
88,414
 
 
 
     
Six Months Ended June 30, 
 
     
2006
   
2005
   
2005
 
         
Before Tax
Audit Reserve and Litigation Credits
   
After Tax
Audit Reserve and Litigation Credits
 
 
Total Revenue
 
$
1,190,598
 
$
1,182,387
 
$
1,182,387
 
Operating Profit
   
150,677
   
150,980
   
158,980
 
Net Earnings
   
80,171
   
82,305
   
89,411 (2
)
Diluted Earnings per Common Share
 
$
1.14
 
$
1.08
 
$
1.18 (2
)
EBITDA
 
$
179,507
 
$
181,966
 
$
181,966
 
                     
Reconciliation to EBITDA:
                   
                     
Reported earnings before income taxes
   
127,212
   
132,079
   
140,079
 
Add back:
                   
Litigation Reversion
   
--
   
--
   
(8,000
)
Interest expense, net
   
23,465
   
18,901
   
18,901
 
Depreciation of property assets
   
26,994
   
26,534
   
26,534
 
Amortization of intangibles
   
1,836
   
4,452
   
4,452
 
                     
EBITDA
 
$
179,507
 
$
181,966
 
$
181,966
 
 
(1)  
Including the effects of a $2.0 million tax audit reserve credit associated with the examination and favorable resolution of the Company’s 1998 and 1999 federal tax returns. This credit increased diluted earnings per share in the second quarter by $0.03, from $0.52 per diluted earnings per share to the reported diluted earnings per share of $0.55.

(2)  
Including the effects of an $8.0 million pre-tax credit in the first quarter associated with the settlement of the Griego/Carrillo litigation reversion. This pre-tax credit increased diluted earnings per share for the six month period ended June 30, 2005 by $0.07. The litigation reversion credit, combined with the $2.0 million tax audit reserve credit in the second quarter of 2005, increased diluted earnings per share for the six month period ended June 30, 2005 by $0.10 to the reported diluted earnings per share of $1.18.

Selected Balance Sheet Data: (in Thousands of Dollars)
 
June 30, 2006
 
June 30, 2005
 
           
Cash and cash equivalents
 
$
41,174
 
$
25,119
 
Prepaid expenses and other assets
   
34,133
   
52,566
 
Rental merchandise, net
             
On rent
   
633,749
   
574,080
 
Held for rent
   
178,667
   
197,639
 
Total Assets
   
2,006,846
   
1,930,793
 
               
Senior debt
   
417,155
   
364,500
 
Subordinated notes payable
   
300,000
   
300,000
 
Total Liabilities
   
1,091,096
   
1,041,531
 
Stockholders’ Equity
   
915,750
   
889,262
 
 
 
 
 

 
Rent-A-Center, Inc. and Subsidiaries
 
CONSOLIDATED STATEMENTS OF EARNINGS
 
(In Thousands of Dollars, except per share data)
 
Three Months Ended June 30,
     
2006
   
2005
 
 
Unaudited
               
Store Revenue
             
Rentals and Fees
 
$
527,076
 
$
526,639
 
Merchandise Sales
   
38,428
   
37,498
 
Installment Sales
   
5,728
   
6,618
 
Other
   
3,254
   
997
 
     
574,486
   
571,752
 
               
Franchise Revenue
             
Franchise Merchandise Sales
   
7,892
   
7,443
 
Royalty Income and Fees
   
1,245
   
1,383
 
Total Revenue
   
583,623
   
580,578
 
               
Operating Expenses
             
Direct Store Expenses
             
Cost of Rental and Fees
   
114,733
   
114,068
 
Cost of Merchandise Sold
   
28,403
   
28,225
 
Cost of Installment Sales
   
2,398
   
2,750
 
Salaries and Other Expenses
   
333,113
   
332,939
 
Franchise Operation Expenses
             
Cost of Franchise Merchandise Sales
   
7,580
   
7,163
 
     
486,227
   
485,145
 
               
               
General and Administrative Expenses
   
21,253
   
20,290
 
Amortization of Intangibles
   
950
   
2,155
 
               
Total Operating Expenses
   
508,430
   
507,590
 
               
Operating Profit
   
75,193
   
72,988
 
               
Interest Income
   
(1,399
)
 
(1,351
)
Interest Expense
   
13,301
   
10,786
 
               
Earnings before Income Taxes
   
63,291
   
63,553
 
               
Income Tax Expense
   
23,448
   
21,811
 
               
NET EARNINGS
   
39,843
   
41,742
 
               
BASIC WEIGHTED AVERAGE SHARES
   
69,545
   
74,747
 
               
BASIC EARNINGS PER COMMON SHARE
 
$
0.57
 
$
0.56
 
               
DILUTED WEIGHTED AVERAGE SHARES
   
70,640
   
76,001
 
               
DILUTED EARNINGS PER COMMON SHARE
 
$
0.56
 
$
0.55
 


 
 

 

Rent-A-Center, Inc. and Subsidiaries
 
CONSOLIDATED STATEMENTS OF EARNINGS

(In Thousands of Dollars, except per share data)
 
Six Months Ended June 30,
     
2006
   
2005
 
 
Unaudited
               
Store Revenue
             
Rentals and Fees
 
$
1,047,459
 
$
1,045,261
 
Merchandise Sales
   
102,591
   
100,268
 
Installment Sales
   
11,579
   
13,202
 
Other
   
6,540
   
2,075
 
     
1,168,169
   
1,160,806
 
               
Franchise Revenue
             
Franchise Merchandise Sales
   
19,973
   
18,787
 
Royalty Income and Fees
   
2,456
   
2,794
 
Total Revenue
   
1,190,598
   
1,182,387
 
               
Operating Expenses
             
Direct Store Expenses
             
Cost of rental and fees
   
227,500
   
226,536
 
Cost of Merchandise Sold
   
72,533
   
70,292
 
Cost of Installment Sales
   
4,821
   
5,613
 
Salaries and Other Expenses
   
671,884
   
666,980
 
Franchise Operation Expenses
             
Cost of Franchise Merchandise Sales
   
19,136
   
18,029
 
     
995,874
   
987,450
 
               
               
General and Administrative Expenses
   
42,211
   
39,505
 
Amortization of Intangibles
   
1,836
   
4,452
 
Litigation Reversion
   
--
   
(8,000
)
               
Total Operating Expenses
   
1,039,921
   
1,023,407
 
               
Operating Profit
   
150,677
   
158,980
 
               
Interest Income
   
(2,859
)
 
(2,753
)
Interest Expense
   
26,324
   
21,654
 
               
Earnings before Income Taxes
   
127,212
   
140,079
 
               
Income Tax Expense
   
47,041
   
50,668
 
               
NET EARNINGS
   
80,171
   
89,411
 
               
BASIC WEIGHTED AVERAGE SHARES
   
69,401
   
74,653
 
               
BASIC EARNINGS PER COMMON SHARE
 
$
1.16
 
$
1.20
 
               
DILUTED WEIGHTED AVERAGE SHARES
   
70,445
   
76,036
 
               
DILUTED EARNINGS PER COMMON SHARE
 
$
1.14
 
$
1.18